Knock Out was walking down the hallway of the Nemesis the place was completely deserted and the red medic didn't even remember how he had gotten there or why he was there.

But there was a thunderstorm going on outside the ship that reminded him of the night he and Starscream had to run and hide from Terrorcons after the seeker had come up with the not so bright idea to mix dark energon with synthetic energon.

Knock Out wished Starscream was here with him now or even a vehicon would be better then being alone like he was now. For some reason being empty made the Decepticon warship even more ominous and the thunder and lightning didn't help at all.

The Austin Martin continued to walk the hall and check in every room hoping to find some sign of life other then his own.

"Hello is anyone there?" Knock Out called out hoping for an answer.

Then he heard movement and turned around activating his saw and drill ready to defend himself.

"It's just me Doc." Said a familiar blue Decepticon standing at the doorway of the medbay which was the room Knock Out was currently in.

"Breakdown?" Knock Out choked in shock at seeing his dead partner standing there and transformed his servos back putting his weapons away.

"How are you here and where's everyone else." Knock Out asked trying to make sense of what was going on.

"You killed all of them." Breakdown told him.

"No I didn't!" Knock Out said wondering  what he meant and if he'd heard him right.

But then he noticed something disturbing he felt something wet on his servos and looked to see they were covered in energon. Then Breakdown lead him to the flight deck where he saw the corpses of the other Decepticons Megatron, Soundwave, Starscream and Shockwave included as well as all of Team Prime.

"No how can this be I didn't kill anyone?!" Knock Out cried now on the verge of coolant tears.

"Yes you did you killed all of them." Breakdown told him.

"But I don't remember any of it." Knock Out said putting his servos on his helm.

Then he noticed Breakdown wasn't there anymore and found him on the other side of the room dead having had his helm slice off by what Knock Out recognized to be his own saw's handy work and that his servo had some how transformed into it.

But he did even remember transforming his servo again or attacking Breakdown or any of the others.

"NO NO NOOO!!!" Knock Out screamed in complete horror.

But then he turned to see that the bodies were gone and his servos were now clean.

"WHAT?!" He yelled in shock. "No I'm going crazy!" Then he rushed back to the medbay wanting to run a scan on himself.

Then he noticed that something was off about the medbay the medical tools were all in places different from where he normally put them. And everything seemed wrong then he spotted a syringe and some surgical tools and suddenly memories of being captured by Pharma and Trepan and tortured with surgical tools and put under by a syringe came flooding back.

"None of this is real!" He said realizing that Trepan was performing mnemosurgery on him at that very moment and that he was currently trapped inside his own mind.

Then everything suddenly went black.
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Then Knock Out's optics shot open and he saw Starscream who was undoing the restraints that he was strapped down with and helping him off the berth he was laying on.

"Knock Out are you OK?" The seeker asked.

"Yes I think so." Knock Out replied as the two of them rush through a ground bridge. "What happened to Pharma and Trepan?"

"The Autobots are dealing with them now." Starscream explained as they went to the weapons vault. "Now I need you to open the weapons vault so we can help the Autobots."

"But they won't need those they can handle Pharma and Trepan themselves." Knock Out questioned.

"Just opened the vault." Starscream told him motioning to the panel for the red medic to punch in the code.

"But can't you do it yourself?" Asked Knock Out who then noticed his frame was free of injuries that he should have had after being tortured.

"Wait this isn't real!" Knock Out cried realizing this was another trick by Trepan was was still doing mnemosurgery on him and was trying to trick him into giving them the code to the weapons vault of the Autobot base.
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Then Knock Out woke up for real and saw that he was strapped down on a berth and could feel that his body was covered in dents, scratches and cuts some of which were still bleeding energon.

"You figured it out and saw through my tricks your a smart bot Knock Out I'll give you that." Trepan said to the red sports car in a mocking tone.

Then he stabbed a syringe into Knock Out's neck cables. Knock Out's optics widened in pain and he tried to say something before his head hit the berth as he was put back under.

Then Trepan handed the needle back to Pharma.

"I fixed up a stronger dose this time he'll be out for a really long time." Pharma explained.

"I must say he's better at withholding information then I thought he'd be." Trepan replied to the medic.

"We've scratched his paint and put him through both physical and psychological torture and used drugs, cutting instruments and torchs and he still hasn't cracked. Trepan continued. "I'll try more mnemosurgery on him but I honestly don't know how much more he can take."

Then Trepan put his mnemo-needles into Knock Out's neck cables and started performing more mnemosurgery on the red medic he wasn't going to bother altering his personality because they weren't planning to keep Knock Out alive once they were finish with him.

But just then Starscream used his missiles to blast his way into the clinic.

"Get away from him!" The seeker hissed with his missiles aimed at Trepan who still had his mnemo-needles in Knock Out's neck.

"Carful if I pull my mnemo-needles out right now the results won't be good for your friend." Trepan said darkly as Starscream took note of the condition Knock Out's frame was in and glared daggers at him.

The only thing stopping the seeker from killing Trepan right now was the fact that he could end up harming Knock Out if he fired his missiles at him while he was performing mnemosurgery on the red medic.

But Pharma was about to take the opportunity to kill Starscream with his saw as he snuck up behind the seeker.

But that was when Optimus and Smokescreen showed up and Smokescreen who had come in first saw Pharma getting ready to kill Starscream from behind while the seeker who was too busy with Trepan.

And with out thinking Smokescreen rushed over and tackled Pharma trying to help Starscream and save Knock Out. But it didn't work out that way.

Smokescreen ended up surprising Pharma who tripped and fell on Starscream who accidentally fired one of his missiles that hit Trepan knocking him across the room and stabbed Pharma through the spark chamber with his other servo killing him. While Pharma's saw hit Starscream in the shoulder.

"NO!" Starscream yell as he rushed over to the berth where Knock Out was and saw sparks were coming from the red medic's helm and his optics were open but looked dim and were looking in different directions in a dazed expression.

"No Knock Out come on wake up!" Starscream said shaking his best friend trying desperately to get a response but didn't receive one. "NO!"

"We must get him to the medbay so Ratchet can tend to him." Said Optimus upon seeing Knock Out's condition.

And they wasted no time calling a ground bridge and rushing Knock Out to the medbay.

Smokescreen dragged Trepan who he had already put in stasis cuffs to a holding cell. The mnemosurgeon continued to laugh like a madman the whole time glad he had rendered Knock Out the cybertronian equivalent of brain dead. Smokescreen left him locked in the cell and went back to the medbay to wait outside with everyone else. But never in his life had he wanted so badly to kill someone.

But he also blamed himself for what happened if he hadn't jumped Pharma when he did Knock Out might be OK.

But Smokescreen wasn't the only one who blamed himself Starscream blamed himself just as much because it was his missile that blasted Trepan away from Knock Out at the wrong time. And he felt like if he hadn't left Knock Out behind in the first place he wouldn't have gotten hurt.

Then Ratchet came out and explained that he had managed to fix the damage to Knock Out's frame but his processor was still in really bad shape so he called in the Autobots own mnemosurgeon Crome-Dome to try to fix Knock Out's processor and hope he could save him.

Then Ratchet got to work fixing Starscream's shoulder but all the seeker could think of was his best friend who he just hoped would pull through.

To Be Continued.

Hope this chapter turned out OK. It was hard to come up with. I'll try to get the next chapter up soon. In the meantime feel free to send feedback.